China Zheshang Bank Co., Ltd. 浙 商 銀 行 股 份 有 限
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. CHINA ZHESHANG BANK CO., LTD. 浙商銀行股份有限公司* (A joint-stock company incorporated in the People’s Republic of China with limited liability) (Stock Code: 2016) 2016 INTERIM RESULTS ANNOUNCEMENT The board of directors of China Zheshang Bank Co., Ltd. (the “Bank”) hereby announces the unaudited results of the Bank for the six months ended June 30, 2016. This announcement, containing the full text of the 2016 interim report of the Bank, complies with the relevant requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) in relation to information to accompany preliminary announcements of interim results. Publication of Interim Results Announcement and Interim Report Both the Chinese and English versions of this results announcement are available on the websites of the Bank (www.czbank.com) and the Stock Exchange (www.hkex.com.hk). In the event of any discrepancies in interpretations between the English and Chinese text, the Chinese version shall prevail. Printed version of the 2016 interim report of the Bank will in due course be delivered to the H Share holders of the Bank and available for viewing on the websites of the Bank (www.czbank.com) and the Stock Exchange (www.hkex.com.hk). By order of the Board China Zheshang Bank Co., Ltd. Shen Renkang Chairman Hangzhou, the PRC August 19, 2016 As at the date of this announcement, the executive directors of the Bank are Mr. Shen Renkang, Mr. Liu Xiaochun, Ms. Zhang Luyun and Mr. Xu Renyan; the non-executive directors are Mr. Wang Mingde, Ms. Wang Yibing, Ms. Shen Xiaojun, Ms. Gao Qinhong, Mr. Hu Tiangao and Ms. Lou Ting; the independent non-executive directors are Mr. Jin Xuejun, Mr. Tong Benli, Mr. Yuan Fang, Mr. Dai Deming, Mr. Liu Pak Wai and Mr. Zheng Jindu. * China Zheshang Bank Co., Ltd. is not an authorized institution within the meaning of the Banking Ordinance (Chapter 155 of Laws of Hong Kong), not subject to the supervision of the Hong Kong Monetary Authority, and not authorized to carry on banking and/or deposit-taking business in Hong Kong. Important Notice The Board of Directors, the Board of Supervisors, Directors, Supervisors and Senior Management of the Company confirm that the contents in this report are true, accurate and complete and have no false representations, misleading statements or material omissions, and they will individually and collectively accept legal responsibility for such contents. The 6th meeting of the fourth session of the Board of the Company, held on August 19, 2016, approved this interim report. The Company has 16 Directors, among which 13 Directors attended the meeting in person, and Mr. Xu Renyan, Ms. Lou Ting and Mr. Yuan Fang had authorized Mr. Liu Xiaochun, Ms. Gao Qinhong and Mr. Tong Benli to attend the meeting on their behalf, respectively, which was in compliance with the requirements of the Company Law of the People’s Republic of China and the Articles of Association of the Company. 12 Supervisors of the Company attended the meeting. Approved by 2015 annual general meeting held on June 15, 2016, the Company has declared the final dividend for 2015 of RMB1.30 per 10 shares (tax inclusive) to the shareholders of ordinary shares whose names appear on the register after the closing of trading as of June 27, 2016. The total dividend declared was RMB2.335 billion. The Company neither declares interim dividend for 2016 nor makes any transfer from reserves to share capital. Unless otherwise illustrated in this report, the currency for amounts herein is RMB. Certain amounts and percentage numbers in this report have been rounded. Any discrepancies in any table between totals and sums of the amounts are due to rounding. The interim financial report for 2016 of the Company is unaudited. Shen Renkang (Chairman of the Bank), Liu Xiaochun (President of the Bank) and Liu Long (Chief Financial Officer of the Bank) undertake that the financial report in this report is true, accurate and complete. China Zheshang Bank Co., Ltd. is not an authorized institution within the meaning of the Banking Ordinance (Chapter 155 of the Laws of Hong Kong), not subject to the supervision of the Hong Kong Monetary Authority, and not authorized to carry on banking and/or deposit-taking business in Hong Kong. Contents Definitions 2 Company Profile 3 Financial Summary 5 Management Discussion and Analysis 7 Corporate Governance 53 Changes in Shares and Information on Shareholders 57 Directors, Supervisors, Senior Management, Employees and Institutions 63 Significant Events 67 Report on Review of Interim Financial Information 70 INTERIM REPORT 2016 1 Definitions “Articles of Association”: the articles of association of China Zheshang Bank Co., Ltd. “Board” or “Board of Directors”: the board of directors of the Company “Board of Supervisors”: the board of supervisors of the Company “CBRC”: China Banking Regulatory Commission “Company”, “Bank”, “our Bank”, China Zheshang Bank Co., Ltd. “China Zheshang Bank” or “CZBank”: “Company Law”: the Company Law of the People’s Republic of China “CSRC”: China Securities Regulatory Commission “Director(s)”: the director(s) of the Company “Domestic Shares”: ordinary shares issued by the Company with a nominal value of RMB1.00 each, which are subscribed for and credited as paid in full in RMB “H Shares”: overseas-listed foreign shares in the share capital of the Company with a nominal value of RMB1.00 each, which are subscribed for and traded in Hong Kong dollars. Such shares of the Company are listed and traded on the Hong Kong Stock Exchange “Hong Kong Listing Rules”: The Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited “Hong Kong Stock Exchange” or “SEHK”: The Stock Exchange of Hong Kong Limited “Model Code”: the Model Code for Securities Transactions by Directors of Listed Issuers, as set out in Appendix 10 to Hong Kong Listing Rules “RMB” or “Renminbi”: Renminbi, the lawful currency of the PRC “SFO”: Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) “Supervisor(s)”: the supervisor(s) of the Company 2 CHINA ZHESHANG BANK CO., LTD. Company Profile 1. Company name in Chinese: 浙商銀行股份有限公司(Abbreviation in Chinese: 浙商銀行) Company name in English: CHINA ZHESHANG BANK CO., LTD. (Abbreviation in English: CZBANK) 2. Legal Representative: Shen Renkang 3. Registered and office address: No. 288, Qingchun Road, Hangzhou, Zhejiang, China Postcode: 310006 E-mail: [email protected] Website: www.czbank.com Customer service hotline: 95527 Tel of investor relations management: 86-571-88268966 Fax: 86-571-87659826 4. Principal place of business 18/F, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong in Hong Kong: 5. Authorized representatives: Xu Renyan, Liu Long 6. Secretary to the Board: Liu Long Joint company secretaries: Liu Long, Wong Yat Tung 7. Stock exchange where Hong Kong Stock Exchange the securities are listed: Stock abbreviation: CZBANK Stock code: 2016 8. Share registrar: H Shares: Computershare Hong Kong Investor Services Limited Shop 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong Domestic Shares: China Securities Depository and Clearing Corporation Limited Building A, Hengao Centre, No.17, Taipingqiao Street, Xicheng District, Beijing INTERIM REPORT 2016 3 Company Profile 9. Legal advisors: As to PRC Laws: Zhejiang T&C Law Firm As to Hong Kong Laws: Freshfields Bruckhaus Deringer 10. Compliance Advisor: ABCI Capital Limited 11. Accounting firms engaged by the Company: Domestic auditor: PricewaterhouseCoopers Zhong Tian Certified Public Accountants (Special General Partnership) Office address: 11/F, PricewaterhouseCoopers Center, No. 202 Hubin Road, Shanghai International auditor: PricewaterhouseCoopers Certified Public Accountants Office address: 20-24/F, Prince’s Building, Central, Hong Kong 12. Place of maintenance of this report: Office of the Board of the Company Website of Hong Kong Stock Exchange for publishing this report: www.hkexnews.hk 13. Other information about the Company: Financial institution license serial number: B0010H133010001 Corporate business license serial number: 330000000013295 Registration date: July 26, 2004 Tax registration certificate number: Guo Shui Zi 330000761336668 Zhe Di Shui Zi 330000761336668 Organization code: 76133666-8 This report is prepared in Chinese and English, respectively, and the Chinese version shall prevail if any ambiguities arise from the understanding of the Chinese and English texts. 4 CHINA ZHESHANG BANK CO., LTD. Financial Summary (The financial data and indicators set forth in this interim report are prepared in accordance with IFRSs and presented in RMB, unless otherwise specified) Key Financial Data and Indicators Period-on-period January to January to Increase/Decrease Operating results (RMB’000) June 2016 June 2015 (%) Operating income 15,964,375 10,533,534 51.56 Profit before income tax 6,245,984 4,408,304 41.69 Net profit attributable to shareholders of the Company 4,734,822 3,325,676 42.37 Period-on-period June 30, December 31, Increase/Decrease Scale indicators (RMB’000) 2016 2015 (%) Total assets 1,181,634,463 1,031,650,386 14.54 Total loans and advances